0001104659-16-141737.txt : 20160829 0001104659-16-141737.hdr.sgml : 20160829 20160829060104 ACCESSION NUMBER: 0001104659-16-141737 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160829 DATE AS OF CHANGE: 20160829 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: KALOBIOS PHARMACEUTICALS INC CENTRAL INDEX KEY: 0001293310 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] IRS NUMBER: 770557236 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-87188 FILM NUMBER: 161856024 BUSINESS ADDRESS: STREET 1: 1000 MARINA BOULEVARD STREET 2: SUITE 250 CITY: BRISBANE STATE: CA ZIP: 94005-1878 BUSINESS PHONE: 650.243.3100 MAIL ADDRESS: STREET 1: 1000 MARINA BOULEVARD STREET 2: SUITE 250 CITY: BRISBANE STATE: CA ZIP: 94005-1878 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Shkreli Martin CENTRAL INDEX KEY: 0001525354 FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: 330 MADISON AVENUE, 6TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10017 SC 13D/A 1 a16-17517_2sc13da.htm SC 13D/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

 

SCHEDULE 13D

 

 

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

 

KALOBIOS PHARMACEUTICALS, INC.

(Name of Issuer)

 

Common Stock, par value $0.001

(Title of Class of Securities)

 

48344T 10 0

(CUSIP Number)

 

Martin Shkreli

245 East 40th Street Apt. 18H

New York, NY 10016

(646) 217-2783

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

August 25, 2016

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7 for other parties to whom copies are to be sent.

 

(Continued on following pages)

 



 

 

1

Name of Reporting Persons
Martin Shkreli

 

 

2

Check the Appropriate Box if a Member of a Group

 

 

(a)

 o

 

 

(b)

 o

 

 

3

SEC Use Only

 

 

4

Source of Funds
PF

 

 

5

Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)     o

 

 

6

Citizenship or Place of Organization
United States

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7

Sole Voting Power
0 shares

 

8

Shared Voting Power
0 shares

 

9

Sole Dispositive Power
0 shares

 

10

Shared Dispositive Power
0 shares

 

 

11

Aggregate Amount Beneficially Owned by Each Reporting Person
0 shares

 

 

12

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares   o

 

 

13

Percent of Class Represented by Amount in Row (11)
0

 

 

14

Type of Reporting Person
IN

 

2



 

Item 1.

Security and Issuer.

 

This Amendment No. 1 to the Schedule 13D relates to the common stock, par value $0.001 per share (the “Common Stock”), of KaloBios Pharmaceuticals, Inc. (the “Issuer”) and is being filed to amend the Schedule 13D filed with the Securities and Exchange Commission November 25, 2015 (the “Schedule 13D”).  This Amendment No. 1 is the final amendment to the Schedule 13D and is an exit filing.

 

Except as specifically provided herein, this Amendment No. 1 does not modify any of the information previously reported on the Schedule 13D.  Capitalized terms used but not defined in this Amendment No. 1 shall have the respective meetings set forth with respect thereto in the Schedule 13D.

 

 

Item 3.

Source and Amount of Funds or Other Consideration.

 

Item 3 of the Schedule 13D is hereby amended by adding the following information after the final paragraph:

 

As of August 26, 2016, Mr. Shkreli ceased to beneficially own any shares of Common Stock (as described in Item 4).

 

 

Item 4.

Purpose of Transaction.

 

Item 4 of the Schedule 13D is hereby amended by adding the following immediately after the final paragraph:

 

Mr. Shkreli sold all shares of Common Stock held by him on August 25, 2016 and August 26, 2016 in private transactions and as a result ceased to be a stockholder of the Issuer.

 

 

Item 5.

Interest in Securities of the Issuer.

 

Parts (a), (b), (c) and (e) of Item 5 of the Schedule 13D are hereby amended and restated in their entirety as follows:

 

(a) Mr. Shkreli beneficially owns 0 shares of Common Stock of the Issuer, representing 0.0% of the Issuer’s outstanding Common Stock.

 

(c) On August 25, 2016 and August 26, 2016, Mr. Shkreli sold all 1,913,206 shares of Common Stock of the Issuer that he then beneficially owned at a purchase price per share of $3.10, in private transactions.

 

(e) Mr. Shkreli ceased to be a beneficial owner of more than five percent (5%) of the outstanding Common Stock of the Issuer on August 25, 2016.

 

3



 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

Dated: August 29, 2016

 

 

/s/ Martin Shkreli

 

MARTIN SHKRELI

 

4